boohoo group plc CEO Growth Share Plan Update and Grant of Option

Date : 07/12/2019 @ 7:00AM
Source : UK Regulatory (RNS & others)
Stock : Boohoo Group Plc (BOO)
Quote : 271.0  3.8 (1.42%) @ 4:35PM
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boohoo group plc CEO Growth Share Plan Update and Grant of Option

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RNS Number : 3058F

boohoo group plc

12 July 2019

 
 For Immediate Release   12 July 2019 
 
 

boohoo group plc

("boohoo" or the "Company" and together with its subsidiaries the "Group" or "boohoo group")

CEO Growth Share Plan Update and Grant of Option

boohoo group plc (AIM: BOO), a leading online fashion group, announces that John Lyttle, Chief Executive Officer, has subscribed for 195 A ordinary shares of 1 pence each ("A Ordinary Shares") in boohoo holdings limited, an intermediary holding company of the Group, as part of a Growth Share Plan ("the Plan") initially disclosed to the market on 17 September 2018.

John has also been granted a further share option award ("the CSA") in line with the previous disclosure in the annual report and accounts. The CSA takes the form of a nil cost option over 357,446 ordinary shares of 1 pence each in boohoo group plc (valued at GBP637,326, based on the closing price of the Company's shares on 14 March 2019) and is granted as part of his compensation award for the loss of short and long-term incentive awards which lapsed on leaving his previous employment. This award will only vest if John remains as CEO up to 15 March 2020.

Plan summary

As previously announced the value of the award under the Plan is directly linked to the creation of significant growth in shareholder value as set out below:

-- The value of the award will be determined by the compound annual growth rate ("CAGR") in market capitalisation of the Group over the five year period starting on the date John joined as CEO, 15 March 2019 ("the Period").

-- The CAGR will be calculated using a base market capitalisation of GBP2.037bn, being the market capitalisation on the date of the announcement on 17 September 2018 that John would be joining the Group.

-- The value of the award under the Plan is capped at GBP50m of gross value before tax in the event of achieving CAGR of at least 23% at the end of the Period. CAGR of less than 10% yields nil value.

-- The Plan provides for adjustments to be made for increases in market capitalisation arising from corporate events, such as the issue of shares for acquisitions, so that the benefits derived from the Plan only arise from organic growth and the Plan also provides clawback provisions which allow repayment in defined circumstances.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.

 
 1    Details of the person discharging managerial responsibilities 
       / person closely associated 
 a)   Name                            John Lyttle 
     ------------------------------  ----------------------------------------------------------------------- 
 2    Reason for the notification 
     ------------------------------------------------------------------------------------------------------- 
 a)   Position/status                 Chief Executive Officer 
     ------------------------------  ----------------------------------------------------------------------- 
 b)   Initial notification            Initial notification 
       /Amendment 
     ------------------------------  ----------------------------------------------------------------------- 
 3    Details of the issuer, emission allowance market participant, 
       auction platform, auctioneer or auction monitor 
     ------------------------------------------------------------------------------------------------------- 
 a)   Name 
                                             *    boohoo holdings limited 
 
 
                                             *    boohoo group plc 
     ------------------------------  ----------------------------------------------------------------------- 
 b)   LEI 
                                             *    n/a 
 
 
                                             *    213800SZF3KFCECWY243 
     ------------------------------  ----------------------------------------------------------------------- 
 4    Details of the transaction(s): section to be repeated 
       for (i) each type of instrument; (ii) each type of transaction; 
       (iii) each date; and (iv) each place where transactions 
       have been conducted 
     ------------------------------------------------------------------------------------------------------- 
 a)   Description of the 
       financial instrument,                 *    A ordinary shares of 1p in boohoo holdings limited 
       type of instrument                         under the Plan 
 
 
                                             *    Option in ordinary shares of 1p in boohoo group plc 
                                                  under the CSA 
 
      Identification code             ISIN: JE00BG6L7297 
 
 b)   Nature of the transaction 
                                             *    Subscription of shares as part of the Plan 
 
 
                                             *    Grant of Conditional Share Option as part of the CSA 
     ------------------------------  ----------------------------------------------------------------------- 
 c)   Price(s) and volume(s) 
                                       -------------------------  ---------------------------------------- 
                                        Price(s)                   Volume(s) 
                                       -------------------------  ---------------------------------------- 
                                                   -               357,466 ordinary 
                                                                    shares in boohoo 
                                                                    group plc pursuant 
                                                                    to the CSA 
                                       -------------------------  ---------------------------------------- 
                                        GBP250,000                 195 A ordinary 
                                                                    shares in boohoo 
                                                                    holdings limited 
                                                                    pursuant to the 
                                                                    Plan 
                                       -------------------------  ---------------------------------------- 
 
 d)   Aggregated information 
 
      - Aggregated volume             N/A 
 
      - Price 
 
 e)   Date of the transaction 
                                             *    11 July 2019 
 
 
                                             *    11 July 2019 
     ------------------------------  ----------------------------------------------------------------------- 
 f)   Place of the transaction 
                                             *    Off market 
 
 
                                             *    Off market 
     ------------------------------  ----------------------------------------------------------------------- 
 
 
 Enquiries 
 boohoo group plc 
 Neil Catto, Chief Financial Officer        Tel: +44 (0)161 233 2050 
 Alistair Davies, Investor Relations        Tel: +44 (0)161 233 2050 
 Clara Melia, Investor Relations            Tel: +44 (0)20 3289 5520 
 
 Zeus Capital - Nominated adviser and 
  joint broker 
 Nick Cowles/Andrew Jones (Corporate        Tel: +44 (0)161 831 1512 
  Finance) 
 John Goold/Benjamin Robertson (Corporate   Tel: +44 (0)20 3829 5000 
  Broking) 
 
 Jefferies Hoare Govett - Joint broker 
 Philip Noblet/ Max Jones                   Tel: +44 (0)20 7029 8000 
 
 Buchanan - Financial PR adviser            boohoo@buchanan.uk.com 
 Richard Oldworth/ Sophie Wills/ Maddie     Tel: +44 (0)20 7466 5000 
  Seacombe 
 
 

About boohoo group plc

"Leading the fashion eCommerce market"

Founded in Manchester in 2006, boohoo is an inclusive and innovative brand targeting young, value-orientated customers. For 13 years, boohoo has been pushing boundaries to bring its customers up-to-date and inspirational fashion, 24/7. boohoo has grown rapidly in the UK and internationally, expanding its offering with range extensions into menswear, through boohooMAN.

In early 2017 the group extended its customer offering through the acquisitions of the vibrant fashion brand PrettyLittleThing, and free-thinking brand Nasty Gal and in March 2019 acquired the Miss Pap brand. United by a shared customer value proposition, our brands design, source, market and sell great quality clothes, shoes and accessories at unbeatable prices. This investment proposition has helped us grow from a single brand, into a major multi-brand online retailer, leading the fashion eCommerce market for 16 to 30-year-olds around the world. As at 28(th) February 2019, the boohoo group had around 13 million active customer accounts across all its brands around the world.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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July 12, 2019 02:00 ET (06:00 GMT)

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